Certificate of Good Standing for an LLC, State by State

Check You Can Actually Get One Before You Pay

The state does not write this document for you. It reports what your record already says. So it only issues if that record is clean on the day you ask. South Carolina charges $10 and says the request is refused if the entity is not in good standing. Utah will not sell one at all if the LLC has been dissolved, expired, revoked or cancelled.

Nearly every refusal comes back to one thing, a missed annual report. Most states only tell you after you have paid. So 2 minutes of checking first is worth it.

• Your annual or biennial report. Look your LLC up on the state business search and read the status field. Anything other than active, good standing or current means you have a filing to make first. Our LLC annual report guide has the deadline and fee for every state.
• Your registered agent. If your agent resigned and you never replaced them, some states flag the record even when the reports are paid.
• State tax, where the state checks it. Tennessee needs Department of Revenue clearance first. Texas ties its Certificate of Account Status to franchise tax. New Mexico wants all fees due paid first.
• Which document the requester wants. This matters most in Texas and Massachusetts. Asking for the wrong one costs a fee and a week.

If the status comes back bad, you are not buying a certificate today. You are filing the missing report. In the worst case you must reinstate the company first. Our guide to reinstating an administratively dissolved LLC covers that.

What Your State Calls It and Who Issues It

Only 22 states call this document a certificate of good standing. The other 28 use another name. That is the main reason founders get stuck here. You search your own state website for the words your bank used, find nothing, and decide the document must be hard to get. Most of the time it was on the page already, filed under existence, status or subsistence.

9 states do not issue it from the Secretary of State either. Maryland uses the Department of Assessments and Taxation. Arizona uses the Corporation Commission. Michigan uses the Department of Licensing and Regulatory Affairs. Wisconsin uses the Department of Financial Institutions. Utah uses the Division of Corporations inside the Department of Commerce. Alaska, Hawaii, New Jersey and Virginia each use a different office again. Ring the Secretary of State in any of those 9 and you get transferred.

Two states split the job in half. In Texas the Secretary of State issues a Certificate of Fact covering your filing status. The Comptroller issues a separate Certificate of Account Status covering franchise tax. The Secretary of State says on its own copies page that the two are often confused. Tennessee works the other way round. The Department of Revenue has to clear your tax account before the Secretary of State will issue anything. Ask whoever wants the document which one they mean before you pay for either.

One row is weaker than the other 49, and it is fair to say so. The Illinois Secretary of State website blocks our servers. So the Illinois name and office came from the agency page through a search index, not from a direct read. The Illinois LLC Act prices the document without naming it, so the statute does not settle it either. Everything on that row matches what the agency page itself says. It is the one row worth confirming on the state site before you rely on it.

The Traps That Cost People Money

The letter in the post is not from your state. 6 of the 50 agencies we checked warn about this on their own websites, which tells you how common it is. Georgia warns about mailers demanding $72.50. North Carolina names an $82 solicitation. Hawaii, Idaho, North Dakota and Oregon carry versions of the same notice. The letters look official and quote a real requirement. They charge several times the state fee for something you can usually buy in a few minutes. Colorado puts it most bluntly, that it offers the official version on its own website free.

A certified copy is a different document. Ask for a certified copy of your articles of organization and you get a stamped photocopy. It shows what you filed on day one. It says nothing about whether you have kept up since. If a lender wanted proof you are current, it will be rejected, and you will have paid for the wrong thing.

Good standing with the state is not good standing with everyone. Vermont spells this out on its own page. The certificate does not imply standing with the IRS, the Department of Labor, the tax department or the Attorney General. It means your filings and fees are current at one office. It is not a tax clearance.

Two states will tell you the document does not exist. Ask Massachusetts for a certificate of good standing for your LLC and you are told that is a corporations document. The LLC version is a Certificate of Legal Existence. Virginia does the same, and gives LLCs a Certificate of Fact of Existence. In both states founders usually conclude something is wrong with their company. Nothing is.

The certificate ages faster than it looks. Nothing printed on it says when it stops counting. But whoever asked has a window in mind, commonly 30 to 90 days. Oklahoma wants a home state certificate dated within 60 days for a foreign LLC registration. Ohio makes its own conclusive evidence for 7 days by statute. If you are gathering papers for a loan or a lease, order this one last.